In September, Fairfax offered to buy 22 percent of PPC for 5.75 rand per share, or 2 billion rand ($144 million), on condition that PPC accepted a merger proposal with rival AfriSam .

"The Independent Expert, having considered two possible outcomes of the proposed merger, is of the opinion that the partial offer, both in the context of the proposed merger as well as on a stand-alone basis, is not fair and reasonable," it said in a statement.